Common use of Recourse Against Certain Parties Clause in Contracts

Recourse Against Certain Parties. Notwithstanding any other provision of this Agreement, no recourse under any obligation, covenant or agreement of the Seller contained in this Agreement shall be had against any incorporator, stockholder, partner, officer, director, member, manager, employee, advisor or agent of the Seller or any of its Affiliates (solely by virtue of such capacity) by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise; it being expressly agreed and understood that this Agreement is solely a corporate obligation of the Seller and that no personal liability whatever shall attach to or be incurred by any incorporator, stockholder, officer, director, member, manager, employee, advisor or agent of the Seller or any of its Affiliates (solely by virtue of such capacity) or any of them under or by reason of any of the obligations, covenants or agreements of the Seller contained in this Agreement, or implied therefrom, and that any and all personal liability for breaches by the Seller of any of such obligations, covenants or agreements, either at common law or at equity, or by statute, rule or regulation, of every such incorporator, stockholder, officer, director, member, manager, employee, advisor or agent is hereby expressly waived as a condition of and in consideration for the execution of this Agreement.

Recourse Against Certain Parties. Notwithstanding any other provision of this Agreement, no No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller Buyer as contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any incorporator, stockholder, partner, officer, director, member, manager, employee, advisor employee or agent director of the Seller or any of its Affiliates (solely by virtue of such capacity) Buyer, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise; it being expressly agreed and understood that the agreements of the Buyer contained in this Agreement is solely a corporate obligation and all of the Seller other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the company obligations of the Buyer, and that no personal liability whatever whatsoever shall attach to or be incurred by any incorporator, stockholder, officer, director, member, manager, employee, advisor employee or agent director of the Seller Buyer, as such, or any of its Affiliates (solely by virtue of such capacity) or any of them them, under or by reason of any of the obligations, covenants or agreements of the Seller Buyer contained in this AgreementAgreement or in any other such instruments, documents or agreements, or which are implied therefrom, and that any and all personal liability of each incorporator, officer, employee or director of the Buyer, or any of them, for breaches by the Seller Buyer of any of such obligations, covenants or agreements, which liability may arise either at common law or at equity, by statute or by statuteconstitution, rule or regulationotherwise, of every such incorporator, stockholder, officer, director, member, manager, employee, advisor or agent is hereby expressly waived as a condition of and in consideration for the execution of this Agreement.

Recourse Against Certain Parties. Notwithstanding any other provision of this Agreement, no No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Purchaser or the Seller as contained in this Agreement Agreement, the Repurchase Documents or any other agreement, instrument or document entered into by the Purchaser, the Seller or any such party pursuant hereto or thereto or in connection herewith or therewith shall be had against any administrator of the Purchaser, the Seller or any incorporator, stockholderAffiliate (direct or indirect), owner, member, partner, stockholder, officer, director, member, manager, employee, advisor agent or agent attorney of the Purchaser, the Seller or of any of its Affiliates (solely by virtue of such capacity) administrator, as such, by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise; it being expressly agreed and understood that the agreements of the Purchaser and the Seller contained in this Agreement is Agreement, the Repurchase Documents and all of the other agreements, instruments and documents entered into by it pursuant hereto or thereto or in connection herewith or therewith are, in each case, solely a the corporate obligation obligations of the Purchaser and the Seller and that no personal liability whatever whatsoever shall attach to or be incurred by any administrator of the Purchaser, the Seller or any incorporator, owner, member, partner, stockholder, Affiliate (direct or indirect), officer, director, member, manager, employee, advisor agent or agent attorney of the Purchaser, the Seller or of any of its Affiliates (solely by virtue of such capacity) administrator, as such, or any other of them them, under or by reason of any of the obligations, covenants or agreements of the Purchaser or the Seller contained in this Agreement, the Repurchase Documents or implied therefromin any other such instruments, and that any and all personal liability for breaches by the Seller of any of such obligations, covenants documents or agreements, either at common law or at equity, or by statute, rule or regulation, of every such incorporator, stockholder, officer, director, member, manager, employee, advisor or agent is hereby expressly waived as a condition of and in consideration for the execution of this Agreementthat are implied therefrom.

Recourse Against Certain Parties. Notwithstanding any other provision of this Agreement, no No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of any fees or any other obligations) of the Seller contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any incorporator, affiliate, stockholder, partner, officer, directorpartner, member, manager, employee, advisor employee or agent director of the Seller or any of its Affiliates (solely by virtue of such capacity) by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise; it being expressly agreed and understood that this Agreement is solely a corporate obligation the agreements of the Seller contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate obligations of the Seller, and that no personal liability whatever whatsoever shall attach to or be incurred by the Seller or any incorporator, stockholder, affiliate, officer, director, member, manager, employee, advisor employee or agent of the Seller or any of its Affiliates (solely by virtue of such capacity) or any of them director thereof under or by reason of any of the obligations, covenants or agreements of the Seller contained in this AgreementAgreement or in any other such instruments, or implied therefrom, and that any and all personal liability for breaches by the Seller of any of such obligations, covenants documents or agreements, either at common law or at equitythat are implied therefrom. By way of clarification, the foregoing sentence shall not limit recourse to the Seller for its obligations under this Agreement or by statute, rule or regulation, of every such incorporator, stockholder, officer, director, member, manager, employee, advisor or agent is hereby expressly waived as a condition of and in consideration for the execution of this Agreementother Transaction Documents.

Recourse Against Certain Parties. Notwithstanding any other provision of this Agreement, no No recourse under or with respect to any obligation, covenant or agreement (including, without limitation, the payment of the any Fees or any other obligations) of any Seller Party contained in this Agreement or any other agreement, instrument or document entered into by it pursuant hereto or in connection herewith shall be had against any incorporator, affiliate, stockholder, partner, officer, directorpartner, member, manager, employee, advisor employee or agent director of the any Seller or any of its Affiliates (solely by virtue of such capacity) Party by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise; it being expressly agreed and understood that this Agreement is solely a corporate obligation the agreements of the Seller Parties contained in this Agreement and all of the other agreements, instruments and documents entered into by it pursuant hereto or in connection herewith are, in each case, solely the corporate or limited liability company obligations of the Seller Parties, and that no personal liability whatever whatsoever shall attach to or be incurred by the Seller Parties, or any incorporatorincorporator or organizer, stockholder, affiliate, officer, directorpartner, member, manager, employee, advisor employee or agent of the Seller or any of its Affiliates (solely by virtue of such capacity) or any of them director thereof under or by reason of any of the obligations, covenants or agreements of the Seller Parties contained in this AgreementAgreement or in any other such instruments, or implied therefrom, and that any and all personal liability for breaches by the Seller of any of such obligations, covenants documents or agreements, either at common law or at equitythat are implied therefrom. By way of clarification, or by statute, rule or regulation, of every such incorporator, stockholder, officer, director, member, manager, employee, advisor or agent is hereby expressly waived as a condition of and in consideration the foregoing sentence shall not limit recourse to any Seller Party for the execution of its respective obligations under this Agreement.